Mitch is a director and officer of Numero Uno, Inc. Mitch makes a decision to select a new supplier that results in an increase in costs for Numero Uno and its shareholders. In addition, the Numero Uno board considers a contract to outsource all of the custodial work for the firm with One-of-a-Kind Corporation. Mitch is a director and shareholder of One-of-a-Kind. If the shareholders accuse Mitch of breaching his fiduciary duty to the corporation for the loss on the supplier contract, what is Mitch's best defense? With regard to the One-of-a-Kind contract, what is Mitch's responsibility in this situation?
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